Amaryllis
by M.Spitz
Summary: Peter Parker is not the same 15-year-old that took on the Vulture. Now 16, Peter is learning that being a superhero isn't all black and white. Sometimes it's a cat-burglar with a mysterious past and has a soft spot for a hero in a red and blue uniform. Why is a cat so interested in a spider? That's what Peter is set on learning. Curiosity killed the cat, but what about a spider?
1. Chapter 1

Chapter 1. Teen Idle

 _I wanna be a bottle blonde_  
 ** _I don't know why but I feel conned_**  
 _I wanna be an idle teen_  
 _I wish I hadn't been so clean_

Queens was a world's away from Los Angeles.

You wouldn't think the two cities would be all that different, but from the smells to the weather almost nothing was the same. Save for a couple of wealthy assholes. You could find those everywhere you went. She hated them all. Their snobbish attitude and the way they made problems disappear with money grated on her nerves. She hadn't wanted to move. Her mother insisted that it would be better this way and her father...

He was the reason she agreed.

However, she had to admit, a place that didn't know the name Black Cat made her purr with excitement.

 **Peter**

Peter was exhausted.

He had spent the better part of the night patrolling and then doing his homework. Writing a paper on The Scarlet Letter was the last thing Peter wanted to do, but it was part of the deal he made with Aunt May. As long as he wasn't failing he could keep being Spider-man. It was hard, but crime didn't stop just because he needed sleep or had homework. Luckily, today should be a relatively easy one. He was charged with showing a new student around, which meant no morning classes. The tour shouldn't take long and Peter could take a nap until lunch.

"Peter? I would like to introduce you to Felicia Hardy," Principle Morita said, snapping Peter from his thoughts. He looked up and saw a mouse of a girl. She was short with long, wavy blond hair some of it falling on her forehead like bangs. She was wearing a pale pink sweater that seemed to make her even smaller with plain black leggings.

"I'm Peter Parker," he tried for a smile and stuck his hand out for her to shake.

"Felica Hardy-sorry you already knew that. You can just call me Felicia, I mean _of course_ you would. Why would you call me by my first and last name? Sorry, I'm being verbose," she stammered. After some hesitation, Felicia gripped Peters hand a little too hard and let it go just as quickly.

"Uh it's fine," was all Peter could say. Awkward.

"Peter I trust you'll give Miss Hardy your full attention and answer every question she has?"

Peter straightened his back and looked over at his principle. "Yes, sir."

Morita smiled, "Then I'll leave you to it." With that, he spun around and walked back into his office.

Peter turned to Felicia, "And so begins our tour." When she didn't smile Peter pointed at a nearby water fountain. "This is the water fountain Flash Thompson rigged to spray my pants when I went to use it."

Her eyes widened, "Did he really?"

"Actually, he got someone else to it and laughed at me. He's quirky that way," Peter responded.

The corners of her lips turned upwards. "Interesting. Is the entire tour going to be like this?"

Peter grinned, he was thankful that she didn't seem to be so nervous anymore. For the first time ever he was thankful for Flash being an ass. "Oh it's only going to get more interesting from here, just wait until you see the locker room where Flash stole all of my clothes, leaving me in my underwear until my Aunt dropped some off."

"Stealing your clothes? How original," she grinned.

Peter nodded, a faux-serious look on his face. "Indeed, the creative mind that is Flash Thompson knows no bounds."

In a shocking turn of events, Felicia's tour lasted all morning. Not that it bothered Peter. Sure he was still tired, but he had had a lot of fun giving Felicia a tour. She laughed at most of his jokes-something that only Ned and Aunt May did, MJ just narrowed her eyes at him, he chose to believe she was laughing on the inside-and she made just as many jokes once she warmed up to him.

Now it was time for lunch.

"My mom isn't picking me up until after lunch," Felicia had told him. She twisted the ring around her finger several times. She was nervous.

"Luckily for you, here at Midtown School of Science and Technology, we have a wide range of food options; such as pizza, spaghetti, a salad if the meat isn't for you, and the ever-popular mystery meat," he said. When Felicia's body remained tense and her ring kept turning Peter frowned. He tapped her shoulder causing Felicia to flinch before turning her head to look at him. "Until you find your own friends in this school you are more than welcome to sit with me and my friends. Ned doesn't bite, but I'm not sure about MJ."

Felicia's hand stilled, eyes wide as she opened her mouth, "I don't want to impose."

Peter smiled, "You won't be, now come on, I see a slice of pizza with my name on it."

While waiting in line, the two kept up some small talk. Felicia was surprisingly talkative once she warmed up to him. When she laughed her nose scrunched up and her eyes lit up when Peter asked her about her interests. It was...cute. "So you moved here from LA?"

Grabbing a plate of spaghetti, Felicia nodded. "Yeah, and before you ask _no_ I never ran into any celebrities."

"Not one? That's crazy," Peter said. "This way," he added after the two paid for their food.

"LA is a pretty big place and I'm not a very social creature. What about you? I mean New York is like the super-hero hot spot. Ever been saved by Captain America?"

Peter immediately thought back to over a year ago when he was _fighting_ Captain America. For obvious reasons, he couldn't tell her that. "No, but I held his shield one time."

Felicia's jaw dropped. "No way."

Peter grinned, "Way."

"Well I don't mean to brag or anything, but one time I took a "What Avenger are You?" quiz on Buzzfeed and I got Iron Man," Felicia said, flipping her hair behind her shoulder.

At that moment Peter had never felt more jealous of a person who had never even met any of the Avengers. No matter how many quizzes he took, he always got Hawkeye. Swallowing his envy Peter said, "Well you know, those quizzes aren't very accurate anyway."

"Well, well, if it isn't Penis Parker," a voice said.

"So close," Peter murmured. They were so close to MJ and Ned, he could see Ned talking animatedly to MJ, who was reading but nodding along to the conversation. Reluctantly, Peter turned from Felicia to Flash. "Hey Flash, what's up?" From the corner of his eye, Peter noticed Felicia twisting the ring on her finger again.

Flash took a step toward Peter. "Well if you must know, someone bumped into me and I dropped my pizza on the floor."

Peter took a step back, "Yeah man that sucks. You know just last week I-"

"Cut the shit, Parker. Just give me yours and we'll be square," Flash said. Then he peered around Peter to look at Felicia-Peter hadn't realized he had moved in front of her during his and Flash's exchange. "Well hello, and who might you be?"

Now, Peter would be the first to admit, Flash Thompson wasn't a very intimidating person, even now when he was peering curiously at Felicia. However, just from the short period of time Peter had spent with her, Felicia didn't seem to do well with people.

Thinking fast, Peter pushed the pizza towards Flash. "Here Flash just take the pizza and I'll see you at decathlon practice."

Ignoring his offering, Flash moved took a step towards Felicia.

Something happened.

The hairs on the back of Peters' neck stood on edge and before he could process what was happening Flash lost his footing and tripped. Right onto Felicia's plate of spaghetti causing it to fly in the air and land right on Flash's head.

Peter frowned. It wasn't the first time something triggered his spidey-sense, however, it was the first time it had been triggered over something so small. It was like a chemical had been released into the air messing with Peters senses. This was definitely something he was going to discuss with Ned later.

At the thought of his friend, Peter turned to Felicia. He noticed she was shaking. "Hey, are you alright?" Concern was laced in his voice. "Do you want to go somewhere quiet?" She looked like she was about to have a meltdown and Peter knew from experience it was best to be away from so many people in moments like this.

Felicia nodded, and wordlessly Peter led her out into the hall. The two sat down and remained quiet for several minutes. Peter stared down at his pizza. "All of that commotion over a slice of school pizza. I told you Flash had a flair for the dramatic," he joked. When Felicia didn't laugh Peter furrowed his brows, "Are you okay?"

"I don't know, I just don't...I don't know how to explain it. People make me nervous I guess," she said. There was a small part of Peter that suspected there was more to the story, but he had only known Felicia for a day so he wasn't going to push the subject.

"Flash shouldn't have been bothering you. Anyone could tell you were nervous," Peter responded. When she didn't say anything Peter gave her a lopsided smile, "Anyway the real question here is did you see the look on Flash's face when that spaghetti landed on his head? _Priceless."_

Felicia laughed. "Yeah that was pretty funny, but what about that entrance? Who is he some type of comic book villain?" She puffed out her cheeks and stuck her chest out, " _Well, well, if it isn't Penis Parker._ I mean who does that?"

It was Peter's turn to laugh. Grateful to have cheered her up, Peter and Felicia remained on the hallway floor until it was time for Felicia to go. The two said their goodbyes and Peter smiled as he watched the smaller girl go.

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"What do you mean it felt different?"

It was later in the afternoon and Peter and Ned were discussing what Peter had dubbed a glitch in his spidey-sense. Ned was sitting on Peters bed while Peter paced on the ceiling. The TV was on some news channel, adding to the steady hum of conversation.

"It wasn't that it felt different, it _was_ different. It was like something else triggered it," Peter explained. "My spidey-sense doesn't just go off when someone is about to trip. There would have to be actual danger to trigger it."

"What could have set it off then?" Ned asked. The two went silent for a moment, then Ned started talking, "You said that Felicia seemed really nervous right? So maybe because _she_ was feeling high levels of stress your spidey-sense thought there was something wrong and tried to warn you.'

Peter walked onto the floor, "Maybe, but I'm not sure. I'll have to run some tests."

Ned raised a brow, "That sounded very Tony Stark of you."

Peter ignored him, he was already thinking about patrol tonight. "Too bad you and MJ didn't get to meet Felicia," Peter murmured. He would need to go out tonight and find some high-stress missions. That was something Ned couldn't help with.

"Yeah I saw the two of you in the hall today, she seemed nice," Ned responded.

Peter looked at him, Ned was currently trying on Peters old Spider-man mask. "Why didn't you come over and say hi?"

Ned shrugged, "I don't know. The way you two were laughing I just didn't want to interrupt whatever you two were talking about. Besides, did you see her at lunch? She seems a little nervous towards people."

"That's just because Flash was being a creep, once you get her laughing she'll warm up to you," Peter responded. He tossed a ball of paper at Ned. The paper bounced harmlessly off Ned's knee.

Ned opened his mouth to respond, but the sound of alarm bells cut him off. The two boys directed their attention to the TV.

"Here we go again," Peter muttered.

On the screen an older man with salt and pepper hair and a mustache yelled into the camera, "Welcome back to Just the Facts with J. Jonah Jameson, I'm J. Jonah Jameson and I going to talk about my least favorite webbed menace. It was reported that just last night that the so-called _Spider-man_ put himself in the middle of an illegal arms dealing between two gangs, one led by the notorious Kingpin. Instead of leaving it to the professionals, your friendly-neighborhood Spider-Menace puts himself in the middle of it, destroying several buildings within a block radius. Not only that but several of these gang members got away including-"

Jameson's rant was cut shut due to Ned turning the TV off. Peter was glaring at the screen, his fist clenched. "Nothing is ever good enough for that guy. Does he not realize that if I hadn't stopped that arms dealing when I did Kingpin would have leveled that entire block?"

"Peter-"

"No, of course he doesn't. All that he cares about is that _some_ bad guys got away. Two buildings Ned, two buildings were destroyed and I got everyone out safely. The only people that were hurt were a few bad guys."

"Not everyone is going to be happy with super-heroes Peter. There's a reason why the Accords were made. Sometimes your best isn't good enough for other people. Jameson is just really loud about his opinions," Ned reasoned.

Peter shook his head, he started to pace. "I go out there every night and risk my life because it's the right thing to do. What does that get me? An angry old man and a bunch of people who would rather I did nothing than help anyone at all. I mean sure I save someone's life and yeah that feels good, but does Mr. Stark care? No. He'll send Happy to give me a pat on the back or tell me when Mr. Stark has new ideas for my suit."

Peter slumped down into a chair, "I'm just tired of it all."

Ned gave Peter a sympathetic look, "Then take a break, Peter. You can't keep pushing yourself like this."

Peter sighed, "I can't. I have a duty and besides, I need to figure out what's affecting my senses."

Ned checked his phone, "Well I've got to head home, but call me if something happens. I'll see you at school tomorrow."

Peter muttered a tired good-bye as Ned left. Peter checked his watch. "Five thirty, May won't be home until seven so that gives me an hour and a half to catch up on some sleep." He set an alarm for seven and flopped down onto his bed, not bothering to go under the covers. As soon as his head hit the pillow, Peter fell into a dreamless sleep.

 **Do I have another fic that I could be working on? Yes. Do I have any self-control? NO. I'm so excited to get into this storyline. Black Cat in this story isn't going to be the same as the one in the comics because I couldn't just make a teenager sexy. That's kind of gross. Still, I plan on making Black Cat as close to the original as my conscience will allow. I really want to explore the angry teen version of Peter in this story. He's tired, things still aren't as great as he would want them to be with Mr. Stark, and he's got a very angry and opinionated J. Jonah Jameson breathing down his neck.**

 **Anyway, I hope you enjoyed this first chapter of Amaryllis.**


	2. Chapter 2

Chapter 2. Enter the Black Cat

 _Adolescence didn't make sense_

 ** _A little loss of innocence_**

 _The ugly years of being a fool_

 _Ain't youth meant to be beautiful?_

 **Felicia**

Felicia wasn't sure how she felt about her new school. The tour went over well, Peter was funny and made her feel like she was welcome. However, the incident with Flash had almost ruined everything. It was that damn ability of hers. Whenever her stress levels increased too high her body would release a gas that only affected those her body deemed threatening. Unfortunately, that just so happened to be Flash. Felicia could remember a time when she had control over this ability. When she didn't get nervous everytime someone looked in her direction. Felicia would never be like that. Not anymore.

When she and her mom arrived home Felicia went into the kitchen to make lunch for the two. Grilled cheese and tomato soup always made Felicia feel better. It was something her dad made her every day after she got out of school when she was little.

"So how was the tour sweetheart?" Felicia's mom asked.

Felicia took a bite of her grilled cheese before responding. "It was fine. Peter was nice, he made the tour fun." Felicia didn't bother to mention the Flash incident, her mom would chalk it up to be a coincidence.

Her mom raised a brow. "Peter? So it was a boy then?"

Felicia clenched her jaw, "Mom don't." Felicia wasn't in the mood for her mom's disapproving looks and words of caution. Felicia knew to be careful.

Her mom's gaze turned somewhat sad. "I'm just worried honey. We don't want a repeat of what happened in LA."

Felicia stood up, "Do you think _I_ want a repeat of what happened in LA? I didn't want it to happen to begin with." Angrily, Felicia stomped into her room. Gone was the nervous girl that Peter met. This version of herself was angry. Felicia went over to her closet and pushed some clothes out of the way to reveal a black suit and a black mask. The suit felt cool in her hands. It was lightweight and durable. Perfect for her nighttime activities.

 _Tonight can't come fast enough._

A knock on her door made Felicia jump. Quickly, she shoved the suit back in its place and shut the closet. "Come in."

Felicia's mom opened the door, her face apologetic. "I'm sorry for what I said in the kitchen. I'm just worried. Brooklyn is a world away from LA and we don't know anyone here. And with everything that's going on with your father..." Her mom sat down on Felicia's bed, head in her hands. "I just don't know what to do."

Felicia watched her mom for a minute before joining her on the bed. "I get it, mom, I'm sorry for snapping at you. Today has been stressful for both of us. I just want everything to go back to the way it was," Felicia said. She leaned against her mom and closed her eyes. Felicia felt her mom wrap an arm around her.

"I love you so much sweetheart," her mom said, kissing her forehead. Gently, her mom took her arm off Felicia and stood up. "I have to head to work, but I'll see you right as you're going to school."

Felicia stood up and gave her mom another hug. "I love you too mom. Have a good night."

Her mom returned the hug, "You too and don't stay up super late."

"I won't," Felicia lied. She needed to get a good grasp of the neighborhood and scope out anyone who might be a problem. Felicia and her mom said goodbye again before her mom left the room, Felicia held her breath until she heard the front door shut. Exhaling, Felicia walked into her closet and changed.

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Looking for homes to rob and billionaires to piss off was so boring. Felicia just wanted to break into a home and take what she wanted. She couldn't though, not when so many different things could go wrong. Alarms could be set off, someone could still be home, or they could have a dog. However, Felicia could pick on some unsuspecting passerby while she planned. People always carried some amount of cash and Felicia was pretty good at picking out who had more on them.

"What do you mean you can't show up? Miss Nazario the _senator_ is going to be there. I can't have you embarrassing me like this," an angry voice grumbled.

Felicia peered curiously over the ledge. A man with a black trench coat yelled angrily into an iPhone. Peaking out of his sleeve, Felicia could see a very nice, very _expensive_ Rolex. She grinned. She followed him until he got off the phone-no need to alert Miss Nazario that someone was robbing this asshole. Once the phone was safely in his pocket, Felicia pounced.

Or at least she tried to.

Something pulled her back and the next thing she knew Felicia was stuck on the side of a building. "What the hell?" Felicia struggled to get free, but a voice stilled her.

"You know, robbing people isn't all that nice."

Felicia looked up, her eyes meeting a man in a red and blue suit. He was small by most standards for a male, but she could tell he had a lot of power behind him. _Cute._

"Well maybe I'm not all that nice handsome," she purred. The man's steps faltered as he approached her, she smirked. "What's wrong?" Flexing her hand, Felicia felt her claws push their way out of the suit. She pulled her hand up and freed herself. "Cat got your tongue?"

She saw the man cock his head to the side and even though she couldn't see his face she could tell he was thinking. Finally, he said, "Look I don't know who you are-"

"Names Black Cat cutie," Felicia said. She stepped a little closer to the masked man. He took a step back.

" _Anyway_ as I was saying, I think I'll let you off with a warning this time since you haven't stolen anything. Just go home and we'll call it a night," he said.

Felicia raised a brow. "Who says I haven't stolen anything?"

"Have you?"

Felicia checked her non-existent pockets, then she checked her new watch, the diamonds on it glittering. "I'm almost _pawsitive_ I had, oh well the nights still young." Leaving the man no time to respond, Felicia shot her hand out and released a grappling hook that shot out and latched onto another building. "Love to stay and chat, but I've gotta run." The grappling hook launched her onto a neighboring building. Once she landed Felicia broke out into a sprint. Close behind, she could hear someone pursuing her.

As she dodged the man's attack Felicia remembered seeing something on TV about a webbed hero that went by the name of Spider-man. He was a known associate of a Mr. Tony Stark, a known billionaire and not to mention one of the Avengers. This little spider could be her key to wherever the new Avengers HQ was located. All of that tech at her fingertips could make her a very rich kitty. She could help her father.

Landing on a ledge, Felicia stopped. She heard Spider-man land on the roof behind her.

"I don't think I've ever chased a cat before," he said.

Felicia turned, "And I don't think I've ever met a celebrity before. There's a first for everything."

"You aren't from around here," it wasn't a question.

"Afraid not, though I don't know why I didn't move here sooner. There are so many people who think their homes are protected, they're ripe for the picking," she said.

Spider-man took a step closer, "Well protecting the people of Brooklyn _is_ kind of my job."

Felicia frowned. "With those abilities, you could make this city your bitch. You could have anything you wanted. Besides, if you only steal from the people who can afford it then it's fine."

"I _want_ to protect the city from thieves like you, and just because someone can afford to be stolen from doesn't mean they deserve it," Spider-man said.

Felicia narrowed her eyes, "What if someone had a good reason to steal from someone who can afford it? Do they deserve to go to jail?" Truth be told Felicia was enjoying her little chat with the friendly neighborhood Spider-man. He was going to make things interesting. Felicia loved interesting.

"There is never a good reason to steal. A thief is a thief," he said, firmly.

"What if someone is helping their family?" Felicia challenged.

"Is that what you're doing? Helping your family?"

Oops.

It was time to change the subject.

Stretching, Felicia yawned. "This conversation is getting a little boring Spider. I might just fall asleep where I'm standing." To prove her point Felicia let herself go limp and fell backward. Right over the ledge.

Felicia heard the hero curse before someone grabbed her hand, leaving her and Spider-man dangling over the ledge. A thin string of web was keeping the two from plummeting.

"Are you crazy?" Spider-man cried.

Felicia winked, "Relax honey, I've still got all nine lives." With that Felicia braced her feet against the side of the building and pushed, sending to the two swinging back onto the rooftop. They landed with Spider-man on his back and Felicia on top of him, her face close to his.

"I hope none of that got in my hair," she breathed.

The masked hero seemed frozen, much to Felicia's amusement. She booped his nose, "I do hope we can see each other again cutie. Unfortunately, I can't have you following me, I wouldn't want you figuring out who I am on the first date after all." Felicia reached into a compartment in her belt and pulled out a small canister.

"What-"

Before he could finish that sentence, Felicia sprayed him with the canister. Within seconds the hero went still. He was knocked out cold.

Felicia jumped up and smiled down at her hero. "Enjoy your little cat-nap sweetheart. I have big plans for you." And _she_ had plans to take a nice hot bubble bath when she got home.

Just a few blocks away, watching the pair was the old Avengers Tower. It's abandoned form serving as a reminder or an omen for what's to come.

 **I hope you enjoyed this chapter. Let me know what you think about Black Cat and how different Felicia is when she has the mask on. This chapter is a little shorter, but I'm pretty happy with it. I've got plans for these two and I can't wait to throw Tony into the mix. Review and follow the story if you want and I'll see you for Chapter 3!**


	3. Chapter 3

Chapter 3. Be Proud

 _The wasted years, the wasted youth_

 _The pretty lies, the ugly truth_

 **Peter**

When Peter finally came to, he was cold and more than a little annoyed. His annoyance only increased when he saw that it was 3:30 am. Peter still had a math assignment to do and those took forever! There was no way he was going to get any sleep tonight.

Cursing the name Black Cat, Peter hurried home and got started on his homework.

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Peter woke up the next morning with a piece of paper stuck to his cheek. Without giving himself a moment to wake up, Peter jumped up and started to get ready. He shoved on whatever clothes smelled clean and rushed out the door.

As he made his way to school, Peter couldn't help but replay the events of last night in his head. In the short period of time he had been Spider-man, he had never had a conversation with a thief. Sure Vulture had had more than a few words with Peter, but that was villain stuff. Long monologues were kind of a staple, it was certainly _not_ something a common criminal would do. Black Cat had taunted him, she had flirted with him which is _definitely_ something Peter had never had to deal with before. No thief had ever tried to justify what they were doing or tried to persuade him into doing it too. No, regular thieves had just tried to run or fight him. Granted, she _did_ run and she _did_ knock Peter out with some gas, but the whole thing had left Peter curious the more he thought about it.

Why did she stick around long enough to actually have a conversation with him? Why did she try to reason with him?

As soon as Peter walked into the school he was immediately spotted by Ned.

"Peter!"

Ned was already waiting by Peter's locker, so Peter walked over.

"Hey man," he greeted.

Ned looked around, before lowering his voice. "Did you find out what was messing with your senses?"

Honestly, Peter had completely forgotten about that since meeting Black Cat. "No, but something interesting _did_ happen."

Ned raised his eyebrows, "Well don't leave me in suspense! What happened?"

Peter shoved his backpack into his locker and grabbed his AP Chem textbook for first period. "I see this figure crouched on the top of some building right? It's kind of weird but I mean it's Queens so it's not _that_ weird. Anyway, something in my gut tells me to stick around so I do and then this wealthy guy comes around the corner and the figure that's on the roof shifts-"

"As much as I love the lead up to whatever you're about to tell me, but can you just cut to the chase?"

"For what? What are you guys talking about?"

Peter and Ned turned to see MJ, who was looking at the two with a curious look on her face. Ned elbowed Peter.

Holding his side, Peter said, "Last night I found a black cat. It's a stray. I was going to ask Ned if he knew anyone who would take her in." Smooth.

MJ narrowed her eyes, "That conversation seemed a little serious."

Ned cleared his throat, "I _really_ like cats."

The boys fell silent after that, leaving them to the mercy of MJ's calculating stare. Someone caught Peter's eye.

"As much as I want to continue this conversation, I want to introduce you guys to someone," Peter said. "Follow me."

He slowly made his way to Felicia, who was standing nervously by her locker. When she spotted Peter she seemed to relax, but Peter could still see her twisting the ring on her finger.

"Hey Peter," she mumbled, giving him a weak smile. "Who are your friends?"

Peter grinned. "Felicia this is Ned," the other boy gave Felicia a wide smile. "And this is MJ," MJ's mouth twisted into what Peter could only assume was a smile.

Ned stuck his hand out for Felicia to shake it and his hand remained in the air long enough to make it awkward before Felicia took it.

"I'm Felicia," she said. Her voice was a little louder this time.

"Obviously," MJ said. When Felicia paled a little, MJ tried for that weird smile thing before saying, "I'm joking."

Felicia only mumbled in response.

Clearing his throat, Peter changed the subject, "What's your first period? One of us can take you."

Felicia held up her AP Chem textbook in response, "Chemistry."

Ned grinned, "What a coincidence! That's what Peter and I have for first period too! Too bad MJ has debate or we could really have some fun."

"Well I'll leave you guys to your fun, I have a Flash Thompson to make cry." With that MJ left the trio to their own devices.

"We should get going too, Mr. Brock is notorious for giving Pop Quizzes whether you're new or not. Ned and I can let you see our notes," Peter said.

They made their way thankfully before Mr. Brock so Felicia had enough time to copy this Units notes. Peter was just about to suggest the two come over later for a catch-up session for Felicia but his phone vibrated, cutting him off. Unlocking his phone, Peter checked the message.

 ** _Happy: I'll be picking you up after school. Mr. Stark has something to show you._**

Exhaling loudly, Peter responded with a quick "Okay" before shutting off his phone.

Peter turned to check on Felicia's progress. "You misspelled 'Iodine'," he said. Felicia paused in her scribbling to check. "Made you look," he said, grinning.

Felicia rolled her eyes, but Peter noticed the corners of her lips tilting upwards. "Real mature. Now shush. I'm trying not to fail this class."

"You won't fail this class if you do poorly on one Pop Quiz. That's even if we have one," Peter reasoned.

Still looking at her notes, Felicia said, "That's quitters talk."

Smiling Peter left Felicia to finish her notes. He watched her blow her bangs out of her face when they obscured her vision and the way she seemed to be talking to herself as she flipped from Ned's notes to Peter's. Just finished she finished Mr. Brock stepped in.

The older man looked at his class for a moment before letting his gaze fall on Felicia. He smiled, "Welcome Miss Hardy, I hope they taught you well at your last school because today we'll be having a Pop Quiz."

Everyone in the room groaned, despite expecting nothing less from the teacher.

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The rest of the day went by without incident. Flash stayed away from Peter (Flash was probably recovering for yesterdays lunch time embarrassment), and to Peter's surprise, he and Felicia had every class together. This was something that seemed to have pleasantly surprised Felicia when the two compared class schedules after having three classes together. In a way, so was Peter. He liked being around the girl, and she was quick to make him laugh.

"C' mon Peter, I don't have all day!"

Peter looked up to see Happy waiting in the carpool lane. The older gentleman had his usual scowl and looked very close to just leaving Peter to find his own way to the compound.

Peter lightly jogged over to the vehicle. The second Peter's body was in the car, Happy shot out of the parking lot. He only cursed once when a group of teens walked out in front of him. When they didn't pick up the pace, Happy honked at them.

"So what does Mr. Stark need to show me?"

"Something about adding upgrades to your suit," Happy said.

Peter frowned, "I told Mr. Stark I could handle my own upgrades when I thought I needed them."

Happy drummed his fingers on the steering wheel as a green light turned red. He met Peter's eyes in the rearview mirror. "He saw a video of your fight the other night with Kingpins goons. He _definitely_ , saw when two of them had you down and started hitting you."

"They only hit me a couple of times before I could get back up. I'm fine," Peter countered. "The bruises don't even hurt now." That much anyway. He wasn't going to say that when he woke up that morning he could barely move. Or that early when Ned elbowed him Peter nearly cried out from the pain. He had still been pretty sore when he met Black Cat, so he had almost been thankful when their interaction hadn't turned violent.

The light turned green again, and Happy hit the gas. "You still got hurt. Tony wants to add something he's been working on for his own suit to help with injuries. You should be lucky he didn't tell your Aunt just how bad your injuries were."

Again, Peter was thankful that Aunt May hadn't seen any clips from the fight. She knew Peter had been sore, but he told her he pulled something. He also made sure to keep doors locked when changed so she didn't accidentally see any injuries. After what had happened with Uncle Ben, Peter didn't want to do anything that would make Aunt May worry too much.

"Is that all Mr. Stark wants to talk with me about?" A small part of Peter had hoped that Mr. Stark wanted to talk with Peter about what a good job he had done with taking down so many of Kingpins men over the past few months. Organized crime in New York was going down because of him and Peter was proud of that.

But he wanted Mr. Stark to be proud too.

"Not that I'm aware of," was all Happy said.

Since that seemed to be all the conversation Happy was going to offer for the rest of the ride, Peter closed his eyes to catch up on some sleep.

0-0-0-0-0-0-0-0-00-0-0-

"Wake up, we're here," a voice said. Happy.

Slowly, Peter opened his eyes and was met with the sight that was the Avenger's Compound. He unbuckled his seatbelt and hopped out of the car, stumbling a bit when he realized his right foot had fallen asleep.

After he recovered, Peter hurried after Happy into the compound. He stopped at the locked door.

"Please state your name and security code," a voice sounded from the door. Peter sighed, he _hated_ his security code.

"Peter Parker and _Spiderling,_ " he mumbled that last part. Mr. Stark had put Peter in the system and Peter could only assume that making _Spiderling_ his security code had to have been some sort of punishment.

"Access granted. Welcome, Peter Parker."

Peter pushed open the door and was immediately greeted by Pepper Potts, Mr. Starks fiance. She smiled at him. "Tony is in the Development Room waiting for you. Do you remember how to get there or do you want me to escort you?"

Peter knew better than to accept that offer. Miss Potts was usually really busy and her offering to take Peter was more of a formality. She was nice, don't get Peter wrong, it's just Peter didn't want to interrupt her workflow.

Peter shook his head, "No thank you, Miss Potts. I remember how to get there." Besides, if he did get lost he could just ask F.R.I.D.A.Y, the A.I. was connected with the Avenger Compounds security system, making her a valuable asset when Peter got lost.

Miss Potts looked a little relieved, "Good. I'll be on my way then, it was nice seeing you, Peter."

Peter said goodbye and started on his way to the Development Room. With that Miss Potts put her phone to her ear and started on something about "screening new interns".

Despite Peters slight annoyance with Mr. Stark, he hurried to the Development Room. Every time he visited it was different. People were always inventing and reinventing tech that fascinated Peter. After Peter was done with whatever Mr. Stark had sent Peter to do, he would wander around the lab to see what everyone was working on. Sometimes Peter would get to help, or sometimes Peter would get to work on some personal projects.

When he finally made it to the entrance, Peter paused and took a deep breath before pushing the door open. Almost immediately he was spotted by Mr. Stark.

"Great you're here! Follow me." Mr. Stark spun on his heal and made his way towards the other end of the lab. Peter hurried after.

"Good job by the way taking down some of Kingpin's men. Too bad more of them weren't arrested, but small victories and all that."

Peter rolled his eyes, he could never just say good job and leave it at that. "Look, Mr. Stark, Happy told me what this was all about and I really don't think-"

"I've been working on some tech for a new suit-still working on some of the kinks, the suit doesn't really _form_ right-anyway it gave me this idea." The two stopped at a large screen with blueprints for an Iron Man suit. Peter noticed that Mr. Stark was doing something with nanotech.

"F.R.I.D.A.Y. replay test ML SS7."

"Replaying Mark L Suture Spray test 7," F.R.I.D.A.Y.'s voice responded. A video appeared onscreen and began to play. Peter watched as Mr. Stark appeared onscreen.

"Is it recording? Yes? Great. Okay so here is a little something I've been working on as a side project for my current project. It's finally at a stage that's safe for human contact. Well, it _appears_ safe for human contact. If this works it will revolutionize the medical world and be an incredible asset while on the field."

Peter noticed Mr. Stark's gaze turn a little distracted for a moment, but he quickly recovered. He held up a bandaged finger. "I cut myself this morning while trying to make breakfast. I've had to change bandaids three times since so while I should probably go to the hospital to get stitches I thought this was a good time to test the spray out."

Mr. Stark revealed a see-through spray bottle that held a clear liquid inside. Then, he took the bandaid off to reveal the open and bloody wound. "Alright here goes nothing," he muttered. He sprayed the wound. At first, it didn't do anything. Mr. Stark looked from the camera to the wound and sighed. Then, the wound started to bubble and in a matter of seconds the bubbles disappeared and the wound was gone. The screen turned black.

Mr. Stark turned to Peter. "It's like 87% complete, I would like for the reaction to be a little faster, but it leaves no scar and is totally painless. I could add it to both of your suits no problem."

Peter knew he wasn't really asking. Mr. Stark more than likely had already added it to the Iron Spider suit. Which since Peter didn't plan on using it anytime soon he was fine with. However, Mr. Stark wanted to add it to Peter's everyday suit.

Peter took a step back. "Thanks, Mr. Stark, but I don't really need that. The suit is fine the way it is."

"Look kid I saw the fight with Kingpins men. They had you down for a moment. I guarantee you're still feeling those bruises whether you want to admit it or not. You've been lucky that the worst has only been bruises. What if one day you get stabbed or shot?"

"That won't happen. My spidey sense would pick it up," Peter argued.

Mr. Stark crossed his arms, "It's too risky. They didn't seem to pick anything up when those goons had you on the ground."

Peter opened his mouth to argue, but Mr. Stark's phone started to ring. Mr. Stark looked at the phone, sighed, and then looked at Peter. "I have to take this, but this conversation is _not_ over."

 _"Yes, it is,"_ Peter mumbled.

Mr. Stark acted as though he hadn't heard Peter before walking off to talk on his phone. Peter turned back to the screen and moved all of Mr. Stark's things off of it. Peter needed to run some tests of his own.

"Hey F.R.I.D.A.Y. can you do a search for anything related to a thief called Black Cat?"

"Sure Peter, give me a moment please."

Peter watched as various types of information appeared on the screen including several imagines and news articles.

"Peter there are over 200,00,000 results for Black Cat. Maybe if you give me more details I could lower the results."

Peter thought for a moment. "She doesn't seem to be that old so maybe only give me searches for a female from the last three years."

Information started to disappear from the screen. "Great. That lessened the results, would you like me to send you the relevant articles?"

What was another sleepless night? "Sure just go ahead and email them to me."

"Do you need anything else, Peter?"

"Actually yes. Yesterday something minor triggered my spidey sense. I was wondering if I might have breathed in something. I want to see if there are any traces of it left in my bloodstream and lungs. Do you think anything would still be in there?"

"Perhaps, though since it happened yesterday the tests might come back inconclusive. However, we could try a blood test now and I could email you the results as soon as they come in. Since it happened yesterday it will be harder to find what you're looking for so the results won't be instantaneous," F.R.I.D.A.Y. offered.

"Alright, we'll do the test now and hopefully something will come in. If it happens again, I'll come in immediately so we can get better results," Peter responded.

"The taking the test itself won't take long. Just prick your finger on the device to your left and the device will gather the needed sample. It's painless," in response a device appeared out of the wall to Peter's left.

 _Of course, the A.I. would think something like pricking your finger was painless._ Peter lifted his left index finger to the device and without giving it too much thought he pressed down on the needle. He winced as it broke the skin, producing a small drop of blood. The device deposited a small bandaid before retracting back into the wall.

Putting on the bandaid Peter said, "Please tell me that sample went through?"

"Yes, Peter the sample went through. Is that all?" Peter could have sworn that the A.I.'s voice was tinged with amusement.

"No that's it, thank you F.R.I.D.A.Y. I'll be going home now."

"Should I tell Happy to take you home?"

"No, it's fine, I still have a patrol to do." Even if this afternoon had almost exhausted all of Peter's energy. He had a duty.

"Very well. Be careful _Spider-Man."_

 ** _Ten points to your Hogwarts house if you can spot the little easter eggs I put in this chapter. Hint: there are two and they are both a Marvel related. Anyway I hope you enjoyed this chapter of Amaryllis. I'll see you next chapter!_** ****


	4. Chapter 4

Chapter 4. The Other Side

 _You run with me_

 _And I can cut you free_

 _Out of the treachery and walls you keep in_

 _ **So trade that typical for something colorful**_

 _ **And if it's crazy, live a little crazy**_

 _You can play it sensible, a king of conventional_

 _Or you can risk it all and see_

 _ **ANXIETY WARNING (brief)**_

 **Felicia**

Since their first meeting, Felicia had made sure to keep away from the webbed hero. She needed to do some research until she felt ready for another encounter. Felicia planned to persuade him into helping her and she couldn't go in blind. Unfortunately, there wasn't much-unbiased information on Spider-man, just articles from supporters or people who felt he was a vigilante and needed to be tried as a criminal. However, all articles agreed that he was definitely associated with Tony Stark and therefore the Avengers, whether he was an official member or not. Now, Felicia just had to figure out how close the two were.

"Hey, Felicia!"

Felicia looked up from her textbook. She was in the library working on an assignment for one of her classes when she got lost in her own thoughts.

Ned sat down on the chair across from her. "What are you working on?"

"Literature assignment," was all she said. She had hoped that the boy would leave it at that, but he pressed on.

"Me too! Actually, Peter is supposed to meet me here so he can help me with it. He's a lot better at reading comprehension than I am," he said.

Felicia frowned, "Why didn't you ask MJ? She would probably be more helpful with this than Peter." Since she had been here, Felicia couldn't think of a time she hadn't seen MJ reading some book.

"Well I did, but MJ is busy this period," Ned responded.

"There you are, Ned! You didn't sit in our regular spot," Peter appeared around the corner, looking right at his friend. Peter's gaze drifted over to Felicia. "Oh! Hey Felicia," he smiled.

Felicia ignored the slight beating in her chest. In the week she had known him Felicia had developed a bit of a crush on Peter. This was unacceptable. Felicia was here for a reason and it didn't involve cute brown-eyed dorks that made her laugh.

When Peter sat down, Felicia raised a brow. "Is your regular spot cooler than my spot?"

Peter nodded, "Oh definitely, my spot has a window that gives me the perfect view of Ms. Harvey getting in her daily argument with Ruffus."

Felicia frowned, "Who's Ruffus?"

"A squirrel," Ned answered. "It usually only ends with Ms. Harvey chasing it off the property when it tries to steal one of her cigarettes."

"A squirrel with a tobacco addiction? That's _nuts,_ " Felicia grinned.

Peter groaned, "No, no, no, you have to leave now. The library is a pun-free zone."

"I _walnut_ stop," she said.

Peter turned to Ned, "Hey Ned I was wondering if you wanted to come over later to study a bit before I have to go to my internship with Mr. Stark. I was going to invite Felicia, but I don't think I can handle any more puns."

Felicia froze at the name Mr. Stark. She hated the part of her that now saw Peter as another useful asset, but she needed to get into the compound. So, pushing away all of the self-hate that was forming, Felicia said, "Alright I'll stop making puns, but you have to tell me more about this internship."

Peter narrowed his eyes at Felicia and for a moment she thought she had been a little too eager to learn about the internship, but Peter's expression softened. "You drive a hard bargain Hardy, but it's a deal. Study hall is almost over, but I can tell you all about it after school if you want to come with Ned and me to my house."

"My mom has to work overtime today so she won't be home until super late so count me in," Felicia responded.

Peter and Ned stood up from their chairs. Peter looked at Felicia, "I have to go with Ned for decathlon practice today so I won't be in Calculus with you, but I'll _cashew_ later."

All Felicia could do was look shocked as Peter and Ned hurried off to practice.

0-0-0-0-0-0-0-0-00-0-0-

Felicia was just getting out of class when her phone rang. One look at the number had Felicia hurrying into the nearest bathroom. Locking herself into a stall Felicia answered the phone.

"I thought I told you not to call this number," she hissed.

A cruel laughed echoed in Felicia's ears, "I'm sorry Miss Hardy but were you under the impression that you could order me around?"

Felicia clenched her jaw, "No, of course not Mr. Fisk. My mistake." She hated him. Felicia only wanted two people in this world dead and the man known as Kingpin was one of them.

"How has the plan to infiltrate the Avengers Compound been coming along?" The way he asked, it was almost like it was a regular conversation that you would expect between two family members or even friends.

"I've managed to locate two people that are associated with Tony Stark. If I can get one of them to let me in-"

"You're taking too long," Mr. Fisk's voice cut her off. "One of my guys has managed to get you an interview as an intern with one of the scientists in the compound. I'll have one of my guys take you out of school tomorrow. Don't screw it up." With that, he hung up the phone.

He didn't need to send a guy to her school. Fisk was just doing it to show Felicia that she can't run away because they know where she is. Where her mother is. Once all this was sorted Felicia was going to get her family as far from Fisk and everything he touches as she can.

Breathing deeply, Felicia made her way outside of the bathroom. Once she was out she looked around for Peter or Ned. When she laid eyes on the former Felicia marched over.

He hadn't noticed her presence so Felicia took the time to watch him. Felicia's eyes caught a glimpse of his phone and saw the headlines **Black Cat Strikes Again**. She felt the blood leave her face, she hadn't made headlines already had she? Then she looked closer and recognized the logo on the article. It belonged to a newspaper in LA. Why was Peter looking into Black Cat?

Clearing her throat, Felicia opened her mouth, "What are you looking at?"

Peter jumped, "Jesus Felicia, you scared me. How long have you been standing there?"

Raising a brow, Felicia said, "Not long, you were pretty engrossed in whatever you were reading."

Peter shoved his phone into his back pocket before shutting his locker. "I was just doing some research for a project on burglars."

Felicia frowned, "Peter we have the same classes, none of them have projects like that."

Peter blinked, "It's for the Stark internship."

"Right," was all Felicia said.

"So," Peter started, "This Black Cat is in LA. I was wondering if you had ever seen her."

"No, I lived right at the end of LA city limits. Black Cat didn't stalk there," Felicia said. She needed this conversation to end.

Peter studied Felicia, his gaze drifting to the ring she was twisting on her finger. "Are you alright?"

Felicia opened her mouth, "I-"

"Who's ready for a study session at Peter's house?" A voice asked. An arm was slung over Felicia's shoulder and her steps halted for a moment. She looked up and saw it was Ned and his other arm was over Peter's shoulder. Trying to ignore the panic rising in her, Felicia continued walking. Her shoulders were tingling where Ned's arm made contact. She walked a little faster.

Felicia felt the rest of her body react and started to take measured breaths. _It's just Ned. He isn't doing anything. It's fine._ She heard Peter gasp. In the corner of her eye, Felicia saw two students walk right into each other, one of them had been holding a model of the Eiffel Tower and it fell to the ground, shattering it. Then Peter stopped walking, his eyes confused. Ned also stopped and thankfully, removed his arm from Felicia's shoulders.

"Peter are you alright?" Ned asked.

Felicia closed her eyes and took deep breaths. When she felt she was calm Felicia opened them again. The confusion had left Peters face.

His gaze drifted to Felicia, "Yeah. It's fine. Look I just remembered I had something to give Mr. Stark and he isn't going to be at the compound when I am. Do you think we could take a rain check for today?"

Felicia nodded, "Of course, this internship sounds important. I'll see you guys tomorrow."

Felicia didn't fail to notice the meaningful look Peter gave Ned as she turned away. _This day just keeps getting better and better._

Felicia couldn't waste any more time. Not when she was losing control of her powers like this. Not when Tony Stark apparently had Peter researching her. She needed to find Spider-man.

0-0-0-0-0-0-0-0-00-0-0-

Felicia hadn't been lying when she said her mom was working overtime tonight. The apartment was empty. This meant Felicia had to waste a few more hours by herself until it was dark.

She made herself dinner and watched reruns of _Criminal Minds_ on TV. When the sun started to set Felicia got up to wash the dishes.

The sound of a warning bell caused Felicia to jump. Scowling, she turned her attention to the TV. An older gentleman appeared on the screen.

"Welcome to Just the Facts with J. Jonah Jameson. I'm J. Jonah Jameson and today I thought I would give my devoted listeners an update on my petition to put Spider-man on the Most Wanted list. So far the petition has over five thousand signatures. I would like to thank those who have signed it and if you haven't I have one question for you: What are you doing? This webbed menace is getting away with causing thousands of dollars in property damage and even if Tony Stark is "helping" with the clean up that's still homes and businesses being destroyed because of one careless _hero_. If the police let him get away with this what's the point of a police department, to begin with? They clearly aren't doing their jobs-"

Felicia turned the TV off, "Jesus is this guy for real?" Even Felicia could see that Spider-man was doing a damn good job. She hardly ever has competition (not that a few muggers are really competition) when she goes out and he's clearly hurting Fisk's business enough that he wants into the Avengers Compound asap. _Ungrateful dumbass._ Still, Felicia could use this little bit of public hate in her favor.

Felicia turned her attention back on finishing the dishes. Once she was done, Felicia went into her room to get changed.

Every time Felicia donned the Black Cat suit she felt herself change into someone else. Black Cat was confident, calm, and fierce. She was everything Felicia was not. Or at least everything Felicia wasn't anymore.

After adjusting the mask on her face, Felicia opened the window in her room and crawled onto the fire escape. Felicia climbed the stairs as high as they would go before using her grappling hook to shoot her to another building.

Truth be told Felicia loved all aspects of her job. She loved jumping from building to building looking for well-off people to rob. However, tonight wasn't about robbing people. It was about finding Spider-man.

However, that didn't mean Felicia couldn't cause a _little_ chaos to draw him to her.

Felicia was only on her second victim when she heard footsteps behind her. "I was beginning to think you weren't going to show up." Felicia turned to have her gaze met with a red and blue suit.

"Well, I couldn't just ignore a man tied to a flag pole saying a cat stole his wallet now could I?" The hero began to slowly approach her. It reminded Felicia of how a lion tamer would approach a lion. Cautious not to startle something that could easily eat him alive. Black Cat took a step forward. Spider-man paused.

"It would have been the polite thing to do, a man should never interfere with a ladies affairs," she answered. "However, I've never been one for manners." Another step forward.

"Look I think we got off on the wrong foot-"

"Paw," Felicia interrupted. Step forward.

He went on, "Right. Anyway this whole you run, I chase you, and you knock me out isn't the best way to start a relationship."

"It's so _fun_ though," Felicia reasoned. She was now two feet away from him. "It's like a game of cat and mouse."

"Isn't it supposed to be the cat chasing the mouse though? I'm pretty sure the cat's not supposed to run," he replied.

Felicia smirked, "Do you _want_ me to chase you Spider-man?"

He faltered, "N-no, that's not-I mean I'm not-"

Felicia took a step back, "How about I make you a deal?"

The hero straightened. "Okay now, _this_ I'm familiar with. I was actually getting worried that you might be an original criminal, but I guess I was wrong. Let me guess; if I let you go you'll go on the straight and narrow? Maybe you'll spice it up with a few tears? Don't get those too often. But please," Spider-man leaned against a wall, "Go on."

Felicia crossed her arms, "First of all Spider-boy if I got away it wouldn't be because you _let_ me. Our first meeting more than proved that. How bad was the headache when you got up by the way? I heard they can be pretty nasty," when the hero said nothing Felicia pressed on. "It seems to me the only way you're going to catch me is if we make a deal." She needed him to take the bait. Everything would fall into place the moment he did.

"Go on then, what's the deal?" The tone in his voice definitely pointed towards parent-who-is-humoring-their-child which definitely pointed Felicia towards person-who-wants-to-punch-another-person-in-the-face territory.

Felicia checked the Rolex she had stolen the week before-it was now a permanent part of her suit. "It's nine-thirty right now so let's give you...until one-thirty-since I have places to be in the morning-to catch me. If you catch me I'm all yours. You can turn me in, unmask me, whatever. I won't even fight you."

He was silent for a minute. "And if I don't catch you?"

She had him. "We'll cross that bridge when we get to it. Now, do we have a deal?" Felicia stuck out her hand.

He took her hand, "I'm only doing this because crime is slow tonight."

Felicia smiled, "Of course, now there's only one rule: until you catch me everything goes." She flexed her middle finger and watched as Spider-man jerked back. "Which includes electromagnetic pulses, which I hear can be very bad for tech." She shot her hand out, releasing the grappling hook and launching herself away from a cursing spider.

 _This is going to be fun._

 **Hope you enjoyed this chapter of Amaryllis! Hopefully, I'll have the next chapter up a little sooner, but no promises.**


	5. Chapter 5

Chapter 5: The Chase

 _Don't you know that I'm okay with this uptown part I get to play_  
 ** _'Cause I got what I need and I don't want to take the ride_**  
 _I don't need to see the other side_

 **Peter**

What the hell was Peter doing?

He was being an idiot that's what. If Mr. Stark found out he was making deals with criminals he would be more than displeased. He would say that it isn't in the little gray area Peter was supposed to operate in. However, a small part of Peter didn't really care what Mr. Stark would think. Peter wanted to know why Black Cat left LA and taking this deal was the only way to find out.

"Karen? What isn't working?"

"The suit is at 50% compacity. Notable functions that have stopped working are Instant Kill, Parachute, Reconnaissance Drone, and over a hundred different web configurations such as Web grenade, Stun web, Splitter Web, and Basic Shooter web," the A.I. responded.

Peter cursed. That was going to make chasing Black Cat a lot more difficult. "Is there any way you can get the web-shooters up and running until I can do some manual repairs?"

He watched as Karen performed some tests. "Yes, I do believe I can get some of the web-shooters back to full capacity. It'll take some time though."

Peter rolled his shoulders, "Until then, guess I'm doing this the old fashioned way." He had already wasted precious time trying to figure out what worked in his suit. Peter would need to look for clues or something that would lead him to Black Cat.

"Help! Thief!"

Oh.

Well, Peter wasn't about to look a gift cat in the mouth.

With a running start, Peter lept from one building to another. He followed the cries of outraged citizens until he found one that had been robbed by someone matching Black Cat's description.

"So a woman in a black suit and mask did this?" He asked.

The man was wearing a fancy three-piece suit and was glaring impatiently at Peter. "Yes, that bitch took my iPhone. It was my work phone and I was in the middle of a very important conference call with the head of Oscorp Industries. I need that phone so you need to get it back _now._ "

Peter was very thankful that the man couldn't see him rolling his eyes. _What a jerk._ Still, jerk or not Peter had a job to do. He was also starting to notice a pattern with Black Cat's victims. "I plan on it, sir. Could you please point me in the direction the thief went in?"

The man pointed to Peter's left. "She went that way."

"Great. Thanks" While he would have appreciated a little more detail, Peter knew better than to ask for anything more.

When he turned to sprint off he heard the man mumble, "Hero my ass."

Peter slowed his sprint ever so slightly. That kind of attitude was really starting to grate on his nerves.

"Karen give me the time and a web shooter update please."

"The time is 10:28 and web-shooters are a 72% capacity."

Peter groaned. His legs were so tired, he knew they were going to be sore tomorrow. Out of the corner of his eye, Peter saw something that made him skid to a halt.

Perched on the roof of a building, Black Cat was sitting down with her legs swinging. She was grinning at him. "Romeo, Romeo, wherefore art thou Romeo?"

He walked to the base of the building. "You know I've heard of girls playing hard to get but this is just too much for a guy to handle."

She rested her chin on her fist. "I like to challenge my men. Really make them work for it," her grin turned feline. "I see you were able to follow my breadcrumbs."

"If I didn't know any better, I'd say you have a type for jerks," he responded.

Black Cat stood up, "Nothing makes me purr quite like stealing from a couple of rich assholes."

Peter started to climb up the building, "Asshole or not, they don't deserve to have their stuff stolen."

Her gaze turned sharp, "Who did that asshole tell you he was on the phone with?"

He was halfway up the building. "Oscorp." He just needed to keep her talking.

"Do you know what Oscorp does?"

Peter couldn't contain his wince. _He_ was proof of some of the experiments that went on within the walls of the corporation. Still, that wasn't all they did, nor was that spider bite entirely their fault. "They have several different experiments they fund. They are working on developing ways to clean the air of pollution in New York and not to mention-"

"Human experimentation. Norman Osborn is nuts for that crap. He works with Kingpin to get test subjects."

A chill went down Peter's spine, this was sounding an awful lot like what had happened in San Francisco with the Life Foundation. All the more reason to take down Kingpin.

Peter finally made it to the top of the building, Black Cat took several steps back. "Even if Oscorp is doing all of that, it's my job to take them down. Stealing from a couple of big wigs aren't going to get you anywhere."

Black Cat brandished the iPhone. "With this phone, I can get into contact with some higher-ups that work for both Oscorp and Kingpin. I can take them down."

Peter took a step towards her, "If taking down Kingpin is what you want, then help me and we can do it together."

She faltered for a moment before curling her lip. "And what? You won't take from others to help yourself when it would clearly benefit the greater good. Besides, I have no interest in joining your little good guy club."

"Why are you so interested in Kingpin anyway? You aren't even from around here," Peter asked. From the corner of his eyes, he could see that the time was 11:08 and his web-shooters were at 89% compacity.

Black Cat twisted the watch on her wrist, the action giving Peter a sense of deja-vu. "Its none of your business."

"It is my business if it brought you to my city. Just tell me and I can help you."

The feline burglar glared at him. "Since we're asking questions: Why are you helping a bunch of ungrateful citizens that would rather you didn't exist then save them?"

These days, Peter wondered that exact thing. Still, "It's the right thing to do. Someone has to look out for the little guy."

"What's the difference between what I'm doing and what you're doing? _I'm_ breaking a few laws and _you_ aren't? _Please,_ in the eyes of Jonah Jameson and his followers you aren't any better than me. You only get away with it because of your association with Tony Stark and the Avengers. Stark is also probably the reason you can get away with being a so-called hero without having signed the Accords."

Peter flinched. That wasn't entirely true, he had been Spider-man before Mr. Stark walked into his life. However, that doesn't mean Peter wasn't constantly aware that he was living in someone else's shadow. Not to mention he hadn't even thought about the Accords, the thing that pushed the Avengers apart in the first place. Before Mr. Stark knew the deadly secret behind the Winter Soldier.

Black Cat took a step closer to him. "Do things my way and we can show New York that you aren't just some guy following in Iron Man's footsteps. If we tear Kingpin apart from the inside we can do a lot more damage. Just throwing a couple of his goons in jail every two weeks isn't going to hurt him. He needs to hurt."

Peter hated that he was starting to see the logic behind what she was saying. He hated that she was right. Yeah, organized crime was going down _a little_ but it was still happening. Kingpin still had plenty of men to spare. Men that sometimes escaped. Still, Peter wasn't so naive as to ignore that Black Cat clearly had some stake in this.

He narrowed his eyes, "Even if you do have a point, I'm not one to go into partnerships blind. I have to know why you have such an interest in Kingpin."

She narrowed her eyes. Peter crossed his arms and waited silently for her to reply. After several minutes she did. "Before I got here something bad happened in LA. My dad acted out and now Kingpin has him under lock and key. Until I fulfill his dept, Kingpin won't release him," she paused, steeling herself. "I am not just something Kingpin can order around. I plan on burning his empire to the ground and I don't care who gets hurt in the process. As long as my family and I make it out alive." Her eyes were burning.

He took a step towards her. "I want to help you, but I need you to understand that I'm not like you. The things you do, they aren't me. I need to think about this." 100%.

She looked at him. "I can't promise this offer won't expire tomorrow."

"Actually," before she could interject, Peter shot his hand out and released his web, trapping her. "Thank god that worked," he said.

"What the hell?" She hissed. "Were you just stalling me?"

Peter stretched, "Yes and no. My web-shooters needed to be at full compacity before I could use them and getting you to talk was the only way I could keep you stationary until they were. I did mean it when I said I needed to think about it."

She raised a brow, "So what? You're going to keep me here until you figure it out?"

Peter shook his head, "Of course not, I'm not an animal. You're going to stay here until it's one o'clock and then you can go free. I'll see you here at the same time tomorrow night."

"You know I could just break out of these once you leave," she said.

Peter shook his finger, "No you can't. If you do our possible partnership will be based on lies and I don't want that. Besides, you said that if I caught you it was up to me what happened next. This is what I'm choosing. It's so much better than jail isn't it?"

Black Cat raised a brow, he could tell she was a little impressed. "Alright Spider-man, I'll wait here until one, but don't count on trapping me like this again. I'll see you tomorrow."

"Its a date," Peter called before vaulting off the building. As he made his way home, Peter couldn't help but wonder if what Black Cat had told him was true. Was Kingpin really keeping her dad hostage? Why didn't she go to the cops in LA? He immediately knew the answer: Kingpin probably had some cops on his payroll in LA. He definitely did in New York. Fortunately, that hadn't caused him any problems so far, but Peter knew it was only a matter of time.

-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0

The next morning Peter woke to the smell of bacon. Which is arguably one of the best smells to wake up to when you've had a long night of crime-fighting or in last nights case criminal chasing. Cat chasing? Whatever, the point was Peter was hungry.

Peter stumbled into the kitchen, legs sore from all of the running. "Morning Aunt May," he said.

Aunt May was hunched over the stove with her back to him. To her left, Peter could see a steadily growing pile of bacon and pancakes. Peters' stomach grumbled loudly. Smiling, she turned to face him, "Good morning Peter. How was last night?"

Peter reached into the cabinet to get two plates, "Fine, but I'm going to have to repair my suit when I get into the lab this morning." Today Peter was excused from school for his internship.

Aunt May stopped what she was doing and grabbed Peter, looking over him worriedly. "What happened? Why do you need to repair your suit? Is everything okay? Do I need to call a doctor?"

He set the plates down before gently removing Aunt May's hands from his arms. He smiled, "I'm fine Aunt May, really. One of the criminals gave my suit an Electro Magnetic Pulse and it fried some of the tech in the suit. It did more damage to the suit than me, I promise."

Aunt May gave Peter a once over before pulling him into a tight hug. "I'm going to go grey a lot sooner than I expected to because of you. If anything bad happens to you Tony Stark is going to be getting an earful unlike any other and you'll be grounded for life."

"Nothing is going to happen, Aunt May, I promise," Peter said. He hated worrying her, but there wasn't much he could do other than staying alive. Fortunately, he was doing a good job.

"I love you kiddo," she said before letting go of Peter. "Now eat up or else you'll be late."

Peter piled his plate with food before sitting down. Right on time, the door rang and Aunt May went to get the door.

"Hey Ned, Peter's eating breakfast but come on in. Help yourself."

"Thanks, May," Ned responded.

Peter's friend walked into the kitchen and immediately went to the pancakes. He filled his plate and sat down across from Peter. "So how did last night go?"

"I found Black Cat again," Peter responded.

Ned raised his eyebrows. "How did that go? Were you able to catch her?"

Peter stood up to put his plate in the sink. "Yes and no."

He heard the chair scrape behind him and Ned placed his plate in the sink too. "What does that mean?"

Peter opened his mouth but was cut short when his phone vibrated. He looked at the screen to see he had a message from Happy.

 ** _Happy: Here_**

Peter returned his phone to his pocket. "I'll tell you when we get to the lab, I can't talk about this in front of Happy." Shortly after the Vulture incident, Peter managed to convince Mr. Stark into allowing Ned into the internship as well.

Ned groaned. "Hiding things from Tony Stark again? I'm getting deja vu."

Ignoring his friend, Peter grabbed his backpack that had his suit in it and he and Ned went out to meet Happy.

-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0

"Peter I'm not sure about this."

"It's simple Ned, I help her get her dad back and she helps me take down Kingpin. She won't have any reason to stay in New York after that so I'm killing two birds with one stone," Peter responded. _God, she really did a number on his suit._ He was having one hell of a time getting all the repairs done. One minute he had all of his web-shooters working, but Karen wasn't working or he would have Karen working only to find his parachute didn't work.

"But working with a criminal Peter? That's not legal," Ned reasoned.

Peter remembered when Black Cat had reminded him that he had never signed the Accords. "My entire existence isn't legal Ned. I never signed the Accords, I probably only get away with it because of Mr. Stark." Peter winced when something in the suit shocked him. Exhaling loudly, Peter pushed the suit away and focused on Ned. His friend looked concerned.

"What?" he asked.

"Peter, you aren't letting what people are saying on the news get to you right?"

"No of course not," he lied. "I just want to make New York safer. That's all."

"Peter? Ned?"

Peter froze. He would recognize that voice anywhere. He turned to see Felicia. Her hair was pulled back in a high ponytail and she was wearing a white blouse with black skinny jeans.

He literally didn't know how to function right now.

Noticing that his friend had stopped working, Ned opened his mouth. "Felicia! Uh, what are you doing here?"

Felicia gestured to the lab tech that was standing behind her. "I'm an intern here now. I'm actually in the middle of a tour."

Peter's brain finally caught up. "I didn't know you applied."

Felicia shrugged, "I didn't want to say anything until I knew if I got it." Her eyes widened. "Is that Spider-man's suit?"

Peter flinched. He could already feel his brain beginning to shut down again. "No...I mean uh yeah. I'm-I'm repairing it because last night he messed it up and I'm trying to fix it. That's all." Smooth like crunchy peanut butter.

"Wow someone must have really done a number on his suit then," she said.

Was-was that _pride_ in her voice?

"What is this a party? No one thought to invite me?" Mr. Stark appeared over by Ned, causing the boy to jump in surprise. Mr. Stark's eyes caught on Felicia. He raised a brow. "New intern?"

She nodded, her hand twisting the ring on her finger. "I'm Felicia Hardy," she said. She held out her hand for Mr. Stark.

He grabbed her hand, "Tony Stark, but you probably knew that." He checked his watch. "Look at that it's almost lunchtime. I bet you're famished. Hey Lab Tech why don't you take Miss Hardy to the cafeteria and get her some lunch on us."

Peter and Ned waved goodbye to Felicia before she and the lab tech hurried off. Mr. Stark turned to the two boys. "Nice girl, you know her?"

"She's in our class," Peter was still staring at the spot Felicia had been standing in. He shook his head, "Did you need something, Mr. Stark?"

"Unfortunately I come bearing bad news: two of the guys you captured the other night get to walk today."

 _What?_ "What do you mean?"

Mr. Stark moved away from him to wonder Peter's workspace, he stopped at the screen that showed all of the successful repairs on the suit Peter had managed to make. "Insufficient evidence apparently. Guys are saying you attacked first unprovoked."

Peter frowned. "Insufficient evidence? They were at the scene of the crime! They attacked me first! Didn't they get the video I sent them from my suit?"

"I'm sure they did, but I'm also sure it was destroyed," Mr. Stark responded.

"Then I'm sure they were on Kingpins payroll. Damn, I made it this far without that being an issue. Why is it now?"

"Because you're getting close kid," Mr. Stark replied. He turned to look at Peter. "You're starting to do some damage to his business so he's getting nervous. You're doing good kid."

Mr. Stark checked his watch again. "I've got to run, but listen, kid, you're doing a damn good job. Don't listen to whatever crap the media whats to say about you. Trust your gut." He gave Peter a pat on the back before hurrying off.

Peter sat down and got back to working on his suit. He was full of newfound energy and knew exactly what the suit needed.

He also planned on giving it a new feature.

"Peter I know Mr. Stark said to trust your guy but I don't think he meant working with Black Cat," Ned said, sensing this new change in his friend.

Peter looked up at Ned, "It'll be fine Ned. I'll be careful, besides I'll have my handy guy-in-the-chair."

-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0

Peter checked the time. 12:59.

He heard a thump behind him and knew it was time.

"I dig the new suit handsome. Black really is your color," Black Cat purred.

Peter turned around. He had added "Nighttime mode" to the suit so when he and Black Cat were together he would better blend in with the night sky. Besides red and blue were the colors associated with him, if he was lucky people would assume he wasn't actually Spider-man. It helped that he took inspiration from that cool suit he had seen someone sporting on the news in San Francisco.

"Thanks. I thought it would help me fit in," he said.

Black Cat crossed her arms, "So we have a deal?"

"We have a deal."

 _ **Hey! I hope you enjoyed this chapter! Hopefully, some of you guys caught the Venom references. I wanted to incorporate some of that story into the background. I know this might mess up the established MCU timeline, but Venom isn't technically apart of that so I wanted to put it in between**_ _ **Homecoming and Infinity War. Also, I haven't seen Far From Home yet so I would appreciate no spoilers. Please keep that in mind going forward.**_


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